0000905148-20-000660.txt : 20200604 0000905148-20-000660.hdr.sgml : 20200604 20200604214603 ACCESSION NUMBER: 0000905148-20-000660 CONFORMED SUBMISSION TYPE: 3 PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20200604 FILED AS OF DATE: 20200604 DATE AS OF CHANGE: 20200604 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 22C Magellan Holdings LLC CENTRAL INDEX KEY: 0001814161 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39310 FILM NUMBER: 20944366 BUSINESS ADDRESS: STREET 1: 70 E. 55TH STREET STREET 2: FL 14 CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-224-0633 MAIL ADDRESS: STREET 1: 70 E. 55TH STREET STREET 2: FL 14 CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: Edell Eric J CENTRAL INDEX KEY: 0001813873 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39310 FILM NUMBER: 20944367 MAIL ADDRESS: STREET 1: 70 EAST 55TH STREET, 14TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 22C DiscoverOrg Investors, LLC CENTRAL INDEX KEY: 0001743159 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39310 FILM NUMBER: 20944368 BUSINESS ADDRESS: STREET 1: 70E 55TH STREET, 14TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-224-0633 MAIL ADDRESS: STREET 1: 70E 55TH STREET, 14TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 22C DiscoverOrg MM, LLC CENTRAL INDEX KEY: 0001813838 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39310 FILM NUMBER: 20944369 BUSINESS ADDRESS: STREET 1: 70 E. 55TH STREET STREET 2: FL 14 CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-224-0633 MAIL ADDRESS: STREET 1: 70 E. 55TH STREET STREET 2: FL 14 CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 22C DiscoverOrg Advisors, LLC CENTRAL INDEX KEY: 0001813885 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39310 FILM NUMBER: 20944370 BUSINESS ADDRESS: STREET 1: 70 E. 55TH STREET, FL 14 CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-224-0633 MAIL ADDRESS: STREET 1: 70 E. 55TH STREET, FL 14 CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 22C Capital I-A, L.P. CENTRAL INDEX KEY: 0001755053 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39310 FILM NUMBER: 20944371 BUSINESS ADDRESS: STREET 1: C/O 22C CAPITAL LLC STREET 2: 70 EAST 55TH STREET, 14TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 224-0649 MAIL ADDRESS: STREET 1: C/O 22C CAPITAL LLC STREET 2: 70 EAST 55TH STREET, 14TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 22C Capital I, L.P. CENTRAL INDEX KEY: 0001754570 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39310 FILM NUMBER: 20944372 BUSINESS ADDRESS: STREET 1: C/O 22C CAPITAL LLC STREET 2: 70 EAST 55TH STREET, 14TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: (212) 224-0649 MAIL ADDRESS: STREET 1: C/O 22C CAPITAL LLC STREET 2: 70 EAST 55TH STREET, 14TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 22C Capital GP I MM LLC CENTRAL INDEX KEY: 0001813837 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39310 FILM NUMBER: 20944373 BUSINESS ADDRESS: STREET 1: 70 E. 55TH STREET, FL 14 CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-224-0633 MAIL ADDRESS: STREET 1: 70 E. 55TH STREET, FL 14 CITY: NEW YORK STATE: NY ZIP: 10022 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: 22C Capital GP I, L.L.C CENTRAL INDEX KEY: 0001813836 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 3 SEC ACT: 1934 Act SEC FILE NUMBER: 001-39310 FILM NUMBER: 20944374 BUSINESS ADDRESS: STREET 1: 70 E. 55TH STREET, FL 14 CITY: NEW YORK STATE: NY ZIP: 10022 BUSINESS PHONE: 212-224-0633 MAIL ADDRESS: STREET 1: 70 E. 55TH STREET, FL 14 CITY: NEW YORK STATE: NY ZIP: 10022 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ZoomInfo Technologies Inc. CENTRAL INDEX KEY: 0001794515 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-PREPACKAGED SOFTWARE [7372] IRS NUMBER: 843721253 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 805 BROADWAY ST STREET 2: SUITE 900 CITY: VANCOUVER STATE: WA ZIP: 98660 BUSINESS PHONE: 800-914-1220 MAIL ADDRESS: STREET 1: 805 BROADWAY ST STREET 2: SUITE 900 CITY: VANCOUVER STATE: WA ZIP: 98660 3 1 form3.xml X0206 3 2020-06-04 0 0001794515 ZoomInfo Technologies Inc. ZI 0001813836 22C Capital GP I, L.L.C 70 E. 55TH STREET, FL 14 NEW YORK NY 10022 true true See Remarks 0001813837 22C Capital GP I MM LLC 70 E. 55TH STREET, FL 14 NEW YORK NY 10022 true true See Remarks 0001754570 22C Capital I, L.P. C/O 22C CAPITAL LLC 70 EAST 55TH STREET, 14TH FLOOR NEW YORK NY 10022 true true See Remarks 0001755053 22C Capital I-A, L.P. C/O 22C CAPITAL LLC 70 EAST 55TH STREET, 14TH FLOOR NEW YORK NY 10022 true true See Remarks 0001813885 22C DiscoverOrg Advisors, LLC 70 E. 55TH STREET, FL 14 NEW YORK NY 10022 true true See Remarks 0001813838 22C DiscoverOrg MM, LLC 70 E. 55TH STREET FL 14 NEW YORK NY 10022 true true See Remarks 0001743159 22C DiscoverOrg Investors, LLC 70 E 55TH STREET, 14TH FLOOR NEW YORK NY 10022 true true See Remarks 0001813873 Edell Eric J 70 EAST 55TH STREET, 14TH FLOOR NEW YORK NY 10022 true true See Remarks 0001814161 22C Magellan Holdings LLC 70 E. 55TH STREET FL 14 NEW YORK NY 10022 true true See Remarks Class C Common Stock Class A Common Stock 3201378 I See footnotes Class C Common Stock Class A Common Stock 483048 I See footnotes LLC Units of ZoomInfo Holdings LLC Class A Common Stock 17978075 I See footnotes LLC Units of ZoomInfo Intermediate Holdings LLC Class A Common Stock 87500 I See footnotes These shares are held directly following this offering by 22C Magellan Holdings LLC, whose two principal members are 22C DiscoverOrg Investors, LLC and 22C Capital I, L.P. 22C DiscoverOrg MM, LLC is the managing member of 22C DiscoverOrg Investors, LLC. 22C DiscoverOrg Advisors, LLC is the managing member of 22C DiscoverOrg MM, LLC. These shares are held directly by 22C Capital I-A, L.P. 22C Capital GP I, L.L.C. is the general partner of 22C Capital I, L.P. and of 22C Capital I-A, L.P. 22C Capital GP I MM LLC is the managing member of 22C Capital GP I, L.L.C. Eric Edell and D. Randall Winn are co-managing members of 22C DiscoverOrg Advisors, LLC and co-members of 22C Capital GP I MM LLC and, in such capacities, exercise voting or investment power over the shares held directly by each of 22C Magellan Holdings LLC and by 22C Capital I-A, L.P. Each of the 22C Capital reporting persons, Mr. Edell and Mr. Winn disclaims beneficial ownership of these shares except to the extent of its or his pecuniary interest therein, and this report shall not be deemed an admission that such person is the beneficial owner of the shares for purposes of Section 16 of the Securities Exchange Act of 1934, as amended, or for any other purpose. Shares of the Issuer's Class C common stock ("Class C Common Stock") have ten votes per share and are convertible into shares of the Issuer's Class A common stock ("Class A Common Stock") on a one-for-one basis at the discretion of the holder. These conversion rights do not expire. In addition, each share of Class C Common Stock will convert automatically into one share of Class A Common Stock pursuant to the terms of the Issuer's Amended and Restated Certificate of Incorporation (the "Charter"), including upon any transfer, whether or not for value, except for certain affiliate transfers described in the Charter. Pursuant to the terms of the limited liability company agreement for ZoomInfo Holdings LLC ("OpCo"), limited liability company units of OpCo ("OpCo Units") and an equal number of shares of the Issuer's Class B common stock ("Class B Common Stock"), together are exchangeable for shares of Class A Common Stock on a one-for-one basis at the discretion of the holder, subject to exchange rate adjustments for stock splits, stock dividends, and reclassifications. These exchange rights do not expire. Shares of Class B Common Stock have no economic value and have 10 votes per share. Pursuant to the terms of the limited liability company agreement for ZoomInfo Intermediate Holdings LLC ("HoldCo"), limited liability company units of HoldCo ("HoldCo Units") and an equal number of shares of Class B Common Stock, together are exchangeable for shares of Class A Common Stock on a one-for-one basis at the discretion of the holder, subject to exchange rate adjustments for stock splits, stock dividends, and reclassifications. These exchange rights do not expire. This Form 3 is being filed in conjunction with the Form 3 filed simultaneously by: D. Randall Winn? FiveW DiscoverOrg, LLC? and FiveW Capital LLC. Each of Mr. Edell, the 22C Capital reporting persons and the FiveW reporting persons may be deemed directors of the Issuer by deputization of Mr. Winn, who serves as a director on the Issuer's board of directors. Exhibit 99.1: Additional Signatures. /s/ Eric J. Edell 2020-06-04 EX-99.1 2 efc20-477_ex991.htm

Exhibit 99.1

22C Capital I, L.P.

By: 22C Capital GP I, L.L.C., its general partner
By: 22C Capital GP I MM LLC, its managing member
By: /s/ Eric J. Edell
Name:  Eric J. Edell
Title:  Member
 Date:  06/04/2020


22C DiscoverOrg Advisors, LLC

By: /s/ Eric J. Edell
Name:  Eric J. Edell
Title:  Managing Member
 Date:  06/04/2020



22C DiscoverOrg Investors, LLC

By: 22C DiscoverOrg MM, LLC, its managing member
By: 22C DiscoverOrg Advisors, LLC, its managing member
By: /s/ Eric J. Edell
Name:  Eric J. Edell
Title:  Managing Member
 Date:  06/04/2020



22C Magellan Holdings LLC
 
By: /s/ Eric J. Edell
Name:  Eric J. Edell
Title:  Officer with Title of Authorized Signatory Date:  06/04/2020


22C Capital GP I MM LLC
 
By: /s/ Eric J. Edell
Name:  Eric J. Edell
Title:  Member Date:  06/04/2020



22C Capital GP I, L.L.C.
 
By: 22C Capital GP I MM LLC, its managing member
By: /s/ Eric J. Edell
Name:  Eric J. Edell
Title:  Member Date:  06/04/2020



Ex. A-1
 

 
22C DiscoverOrg MM, LLC

By: 22C DiscoverOrg Advisors, LLC, its managing member 
By: /s/ Eric J. Edell
Name:  Eric J. Edell
Title:  Managing Member Date:  06/04/2020



22C Capital I-A, L.P

By: 22C Capital GP I, L.L.C., its general partner
By: 22C Capital GP I MM LLC, its managing member
By: /s/ Eric J. Edell
Name:  Eric J. Edell
Title:  Managing Member Date:  06/04/2020






Ex. A-2